LEASE AGREEMENT

This  lease  agreement is made and entered into this 5TH day of SEPTEMBER, 2003,
at  Naples,  Florida,  by  and  between  DIVERSIFIED  REAL  ESTATE  GROUP, INC.,
hereinafter  called  "Lessor",  and  SEREFEX  CORPORATION,  hereinafter  called
"Lessee".

                  ARTICLE I. DEMISE, DESCRIPTION, USE, AND TERM
                  ---------------------------------------------

Lessor hereby leases to Lessee and Lessee hereby leases from Lessor a portion of
the  commercial  building  located  at 3427 EXCHANGE AVENUE, UNIT B, NAPLES, FL.
34104.  The  leased premises consist of 2,123 of rent earning space, which shall
be  measured from the outside walls of the structure to the center of any shared
walls.  The  leased  premises  is  to be used for OFFICES and in accordance with
uses  normally  incident  thereto  and  for no other purpose, for the term of 60
MONTHS,  commencing  on OCTOBER 1, 2003 and ending on SEPTEMBER 30, 2008 for the
total  of  the  minimum  annual  rental,  applicable tax and additional rent for
common  area  maintenance  charges  and  all other sums specified in Article II.

                                ARTICLE II. RENT
                                ----------------

2.01  MINIMUM  RENT:  Lessee shall pay to Lessor at P.O. BOX 767 NAPLES, FLORIDA
34106, or at such other place as the Lessor shall designate from time to time in
writing, as rent for the leased premises, the sum of $ 94,866.67 plus sales tax,
payable  without  demand  and  without  setoff or deduction, except as expressly
provided  herein,  in equal monthly installments of $ 1459.58 plus sales tax and
such  additional  rent,  as provided herein, each installment paid in advance on
the  first  day  of  each  calendar  month,  commencing  on  OCTOBER 1, 2003 and
continuing  thereafter  until  said total shall be paid in full.  On each annual
anniversary  date  of  this  lease, the minimum annual rent shall increase by an
amount equal to CPI or 4 %, which ever is higher, of the minimum annual rent for
the  immediately  preceding year, and the monthly installments shall be adjusted
accordingly.

2.02  ADDITIONAL  RENT: Lessee agrees to pay as rent, without demand, setoff, or
deduction,  in  addition  to the minimum rental herein above provided, an amount
equal  to the Lessee's pro rata share ("Lessee's percentage") of expense paid by
Lessor  for  common  area  maintenance, property insurance, liability insurance,
real  and  personal  property  taxes  and  assessments, garbage collection fees,
management  fees,  bank  charges,  and  the  expenses of any utility charges for
servicing  the  common areas.  "Common Area" means the parking areas, driveways,
halls,  stairs,  entrances, landscape beds, and walks of the described property.
The  current  annual  amount  for the above described expenses for the unit is $
3,184.50  and  the Lessee's share of these expenses is $ 1.50 per square foot or
leased  space  which is based on the square footage of the Lessee's leased space
divided by the total rentable square footage in the building.  This amount shall
be paid in advance monthly at the rate of $ 265.37 plus sales tax, commencing on
OCTOBER  1,  2003.  The  annual amount for the above described expenses shall be
adjusted  based  on  the  Lessor's  actual expenditures for the preceding twelve
months  and  estimates  of future expenditures as required, in the Lessor's sole
judgment,  on  January  1  of each calendar year.  Thirty (30) days prior to any
adjustment,  the  Lessee  shall be notified in writing of any adjustment amount,
and  that  adjusted  monthly  amount  shall  be  due with the January 1 payment.

2.03  EFFECT  OF  DEFAULT  IN RENT AND OTHER PAYMENTS: If Lessee defaults in the
payment  of  any  of  the installments of rent hereunder, such installment shall
bear  interest at the rate of eighteen percent (18%) per annum from the day that
it  is  due  until actually paid.  It is specifically provided that Lessee shall
pay  to Lessor a minimum fifty-dollar ($50.00) charge for any such late payment.
In like manner, all other obligations, benefits, and moneys which may become due
to  Lessor  from  Lessee  under  the  terms  hereof, or which are paid by Lessor
because  of  Lessee's  default  hereunder,  shall  bear  interest at the rate of
eighteen  percent  (18%) per annum from the due date until paid, or, in the case
of  the sums paid by Lessor because of Lessee's default hereunder, from the date
of  such  payments  are  made  by  Lessor until the date Lessor is reimbursed by
Lessee  therefor.

2.04  SECURITY  DEPOSIT:  Lessee  has  this  day  deposited  with the Lessor the
additional  sum  of                  $  2,000.00,  receipt  of  which  is hereby
acknowledged  by  Lessor,  as  security for the full and faithful performance by
Lessee  of  the  aforementioned  terms,  conditions and covenants of this lease.
Such  deposit  may be commingled by Lessor and shall not need be placed in trust
by  Lessor  or  held  in a separate account by Lessor, nor shall any interest be
paid  by Lessor in respect thereof. If at any time during the term hereof Lessee
shall  be  in  default  in  the  payment  of rent herein reserved or any portion
thereof,  or  of  any other sums expressly required to be paid hereunder, Lessor
may  appropriate  and  apply  any  portion  of  the  security  deposit as may be
necessary  to  the  payment  of  the  overdue  rent  or  other  sums  expressly
constituting  rent  hereunder.  In  such  event,  Lessee  shall  be  required to
reimburse  Lessor  for such amounts within ten (10) days of demand. The security
deposit  or  any  other balance thereof shall be returned without interest after
the  Lessee  has  vacated  and left the premises in an acceptable condition, and
surrendered  all  keys,  following  a  personal inspection by Lessor.  If Lessor
determines  that  any loss, damage, or injury chargeable to the Lessee hereunder
exceeds the security deposit, the Lessor, at his option, may retain the said sum
as  liquidated  damages  or may apply the sum against any actual loss, damage of
injury  and  the  balance  thereof  will  be  the  responsibility of the Lessee.
Lessor's determination of the amount, if any, to be returned to the Lessee shall
be final.  It is further understood and agreed that said security deposit is not
to  be  considered  as  the  last  payment  due  under  this  lease.

2.05  PERSONAL  PROPERTY  TAXES: All property taxes assessed by any governmental
body  upon Lessee's personal property and Lessee's improvements shall be paid by
Lessee  and  should  these taxes be applied in any manner to the ad valorem real
property  taxes,  Lessee, upon demand will pay such sum to Lessor shall pay them
to  the  proper  tax  collector.

               ARTICLE III. INSURANCE AND HOLD HARMLESS AGREEMENT
               --------------------------------------------------

3.01  LESSOR  OBLIGATION:  Lessor  agrees  to  and  shall secure from a good and
responsible  company  or  companies  doing business in the State of Florida, and
maintain  during  the  entire  term  of  this  lease, fire and extended coverage
insurance  in an amount not less than the full value of the commercial building,
provided  that insurance in the amount can be obtained, and, if not, the highest
amount  that  can  be  obtained  less  than  such  amount.

3.02  LESSEE'S  OBLIGATION: Lessee will, during the term of this lease indemnify
the Lessor and hold it harmless against all claims, demands, judgments for loss,
damage  or  injury to property or persons resulting or accruing by reason of the
use  and  occupancy  of  the leased premises.  Lessee agrees to and shall within
twenty  (20)  days  from  the  date  hereof,  secure from a good and responsible
company or companies doing business in the State of Florida, and maintain during
the  entire  term  of  the  lease,  the  following  additional  coverage:

1) Public liability insurance in the minimum amount of $ 1,000,000 for injury to
any one person, and $1,000,000 for injuries to persons in one accident, for loss
from  an  accident  resulting  in  bodily  injury  to or death of persons, and $
1,000,000  for  loss  from  an accident resulting in damage to or destruction of
property.

2)  Fire  and  extended  coverage  insurance on Lessee's improvements, fixtures,
goods,  wares, and merchandise in or on the leased premises, with coverage in an
amount  equal  to  the  value  of  such  property.

3.03  ADDITIONAL  INSUREDS:  Lessee  agrees that the Lessor shall be named as an
additional  insured  on  the  aforementioned  policies  of  insurance.

3.04  PROOF OF COVERAGE: On securing the foregoing coverage's, the parties shall
give  the  other  written  notice  thereof together with a certified copy of the
appropriate  policies.

3.05  FAILURE  TO  SECURE:  If  either  party at any time during the term hereof
should fail to secure or maintain the foregoing insurance, the other party shall
be  permitted  to obtain such insurance in the defaulting party's name or as the
agent  of  the  defaulting  party  for  the  cost  of  the  insurance  premiums.

3.06 PROCEEDS: Proceeds from any such policy or policies shall be payable to the
primary  insured  party for such policy or policies, who shall use such proceeds
to  make  repairs  as  provided  below.

3.07 TOTAL DESTRUCTION: If the building on the leased premises should be totally
destroyed  by  fire, flood or other casualty, or if it should be so damaged that
rebuilding  or  repairs  cannot  be reasonably completed within 180 working days
from  the date of the written notification by Lessee to Lessor of the occurrence
of  the  damage,  this  lease  shall  terminate and rent shall be abated for the
unexpired  portion  of  this  lease,  effective  as  of the date of said written
notification.

3.08  PARTIAL  DAMAGE:  If  the  building  or  other  improvements on the leased
property should be damaged by fire, flood, or other casualty, but not to such an
extent  that  rebuilding  or  repairs  cannot be reasonably completed within 180
working  days  from  the date of the written notification by Lessee to Lessor of
the  occurrence of the damage, this lease shall not terminate, but Lessor shall,
if  the casualty has occurred prior to the final twelve (12) months of the lease
term,  at  its  sole  cost  and risk proceed forthwith to rebuild or repair such
building  and  other  improvements  to substantially the same condition in which
they  existed  prior  to  such  damage.  If the casualty occurs during the final
twelve (12) months of the lease term, Lessor shall not be required to rebuild or
repair such damage.  If the building and other improvements are to be rebuilt or
repaired  and  are untenantable in whole or part following such damage, the rent
payable  hereunder  during  the  period  in which they are untenantable shall be
adjusted  equitably.  In  the  event  that  Lessor  shall  fail to complete such
rebuilding  or  repairs  within  180  working  days from the date of the written
notification  by Lessee to Lessor of the occurrence of the damage, Lessee may at
its  option  terminate the lease by written notification at such time to Lessor,
whereon  all  rights  and  obligations  hereunder  shall  cease.

                              ARTICLE IV. UTILITIES
                              ---------------------

Lessee  shall  during  the  term  hereof  pay all charges (including deposits to
secure  services)  for  telephone,  water, sewer, gas, electricity and all other
utilities  used in or on the leased premises before they shall become delinquent
and shall hold Lessor harmless from any liability therefore. Lessee acknowledges
the  existing  electric  meter  services  the adjoining Unit A. Lessee agrees to
reimburse  Lessor  for  the electric used in its unit. Lessor shall estimate and
bill  Lessee  on  a  monthly  basis.

                          ARTICLE V. WASTE AND NUISANCE
                          -----------------------------

Lessee  shall  not  commit,  or  suffer to be committed, any waste on the leased
premises,  nor shall it maintain, commit or permit the maintenance of commission
of any nuisance on the leased premises for any unlawful purpose Lessee agrees to
comply  with  all  local,  state,  and  federal  laws,  rules,  regulations, and
requirements  applicable  to  the  premises.

                               ARTICLE VI. REPAIRS
                               -------------------

6.01  LESSEE'S  OBLIGATIONS:  The  interior of the premises is the Lessee's sole
responsibility.  Lessee  agrees  to  keep  the leased premises in good order and
repair, reasonable wear and tear, damage by accident, fire or other casualty not
resulting  from  Lessee's negligence excepted.  Lessee agrees to keep the leased
premises  clean  and  to  repair  or  replace  everything  within  the premises,
including  but  not  limited  to,  wall  surfaces,  floors,  ceilings, plumbing,
electrical, doors, windows, stairways, railings, or other portions of the leased
premises.

6.02  LESSOR'S  OBLIGATIONS:  Lessor  agrees  to  maintain  the  exterior of the
building  of  the  leased  property  including the roof, exterior walls, and all
structural  elements,  in  good  and  substantial  repair.  Lessor  shall not be
required  to make any repair to the roof or any other part of the premises until
notice  of  the  need  for such repair is given to Lessor by Lessee, and further
provided  that  the  Lessor  shall  not be liable for or be required to make any
repairs  or  perform  any maintenance to or upon the premises which are required
by,  related to, or which arise out of the negligence, misfeasance, malfeasance,
or  fault  of Lessee, its employees, agents, invitees, licensees, contractors or
customers  in  which  event Lessee shall be solely responsible therefor.  Lessor
shall  not  be  responsible  for  any  damage caused by a roof leak or any other
leakage  to  the  interior  of  the  premises  or  merchandise.
Lessee  assumes  all  risk of any damages to Lessee's property that may occur by
reason  of  water  or  the bursting or leaking of any pipes or waste water about
said  premises,  or  from  any  act  or  negligence or breach of any covenant by
occupants  of the building, or any other person, or fire or hurricane, or by any
other  act of God, or from any cause whatsoever.  The Lessor shall not be liable
for  any  water  damage  whatsoever.

           ARTICLE VII. ALTERATIONS, IMPROVEMENTS, FIXTURES AND SIGNS
           ----------------------------------------------------------

7.01  ALTERATIONS,  MECHANICS  LIENS:  Lessee  shall with Lessor's prior written
consent,  have the right to improve, add to, or alter the leased premises and to
install  fixtures  thereon; provided, however, that it shall not remove any such
improvements,  additions,  alterations,  or  fixtures  without the prior written
consent  of  Lessor,  and  provided  further,  that  on  expiration  or  sooner
termination  of  this  lease,  all  improvements,  including  fixtures  and  any
addition,  alteration,  or  repair  to  the  premises  placed  on or made to the
premises  by  Lessee  during  the  term  hereof,  shall revert to and become the
absolute  property  of Lessor, free and clear of any and all claims against them
by  Lessee  or  any third person, and Lessee hereby agrees to hold harmless from
any  claims  that  made  be made against such improvements by any third persons.
Lessee  shall keep the premises and the building free from any liens arising out
of  any  work  performed, material furnished, or obligations incurred by Lessee.
Lessee agrees that if  Lessee shall make any alterations of the premises, Lessee
will  not  take  such  action until five (5) days after receipt by Lessee of the
written  consent  of  Lessor  required by this section, in order that Lessor may
post  appropriate  notices  to  avoid  any  possible  liability  with respect to
mechanic's  liens  or  other such claims.  Lessee shall at all times permit such
notices to be posted and to remain posted until the completion and acceptance of
such  work.

7.02  SIGNS:  Lessee  shall not be permitted to paint, display or erect signs of
any  type  on  the  exterior  of  the leased premises, including interior window
painting  or  displays  which are visible from the exterior, without the express
written  consent  of  Lessor  and  Lessor  may  remove any such sign at Lessor's
discretion.  Further,  Lessor  may  place  such uniform exterior signs as Lessor
deems  appropriate  and  Lessee  shall  be  required to reimburse Lessor for the
placement  of  any  such  sign  on  the  exterior  of  the  premises.

                           ARTICLE VIII. SUBORDINATION
                           ---------------------------

Lessee  agrees that this lease shall be subordinate to any mortgage or mortgages
or  the  lien  resulting  therefrom  or  from  any  other method of financing or
refinancing,  now  or  hereunder  in  force against the land and/or buildings of
which  the  leased premises are a part, and to all advances made or hereafter to
be  made upon the security thereof.  This shall be self-operative and no further
instrument  of  subordination shall be necessary to evidence such subordination.
However,  the  Lessee,  upon the request of any party in interest, shall execute
promptly such instrument or certificates to carry out the intent hereof as shall
be required by the Lessor.  If ten (10) days after the date of a written request
by  Lessor to execute such instruments, Lessee shall not have executed the same,
the  Lessor may at his option, cancel this Lease without incurring any liability
on account thereof and term hereof shall end because of a default on the part of
the  Lessee.

Lessee  agrees  that  this  Lease  Agreement  shall be and is subordinate to any
submission  by  Lessor  or  by  his  heirs,  successors or assigns (collectively
referred  to  herein as "Lessor") of the leased premises to the condominium form
of  ownership  under  Chapter  718  of the Florida Statutes.  This subordination
shall  be  necessary  to evidence such subordination.  However, the Lessee, upon
the  request  of  the  Lessor  shall  execute  promptly  any  such instrument or
certification  to  carry  out the intent hereof and shall as required by Lessor.
If  ten  (10) days after the date of a written request by Lessor to execute such
instrument  or  certification,  Lessee  shall  not  have  executed  the same and
delivered  the  requested instruments (witnessed and acknowledged as requested),
then  the  Lessor  may  at  his  option, cancel this lease without incurring any
liability  or account thereof and the term hereof shall end because of a default
on the part of the Lessee.  The Lessor shall also have the right to specifically
enforce this provision or obtain any other remedies provided under this lease if
Lessor,  in  his  sole  discretion,  so  determines.

                            ARTICLE IX. CONDEMNATION
                            ------------------------

In  the  event  the  entire  demised  premises shall be taken by condemnation or
right  of eminent domain, this lease shall terminate as of the day of possession
shall  be taken by the taking authority, and Lessor and Lessee shall be released
from  any further liability hereunder thereafter occurring.  In the event only a
portion  of  the  demised  premises  shall  be taken by condemnation or right of
eminent  domain and such portion so taken renders the balance unsuitable for the
purpose  of  this  lease,  either  the  Lessor  or  Lessee  shall be entitled to
terminate  this  Lease  within  thirty  (30)  days'  notice  in  writing of such
termination is given.  If, in such case, the lease is not terminated, the Lessor
agrees to restore the premises with reasonable speed to an architectural unit as
nearly  like  its  condition  prior to such taking as shall be practical, and if
during  the  work or restoration Lessee is deprived of all or part of the use of
the  demised premises, an appropriate reduction of rent, depending upon the time
during which and the portion of said premises of which Lessee is deprived, shall
be  granted.  The  Lessee  shall not be entitled to share any awards paid by the
condemning  authority.

                        ARTICLE X. DEFAULTS AND REMEDIES
                        --------------------------------

10.01  DEFAULT  BY  LESSEE:

1.   Lessee shall be in immediate default of this lease if any person other than
     Lessee  shall  secure  possession  of the premises, or any part thereof, by
     reason  of  any receivership, bankruptcy proceedings, or other operation of
     law  in  any  manner  whatsoever.

2.   Lessee  shall  be in default under this lease if Lessee allows the rent due
     under this lease (including minimum rent and additional rent) and any other
     monies due under this lease to be in arrears more than three (3) days after
     the  date  of  written  notice  of  such  delinquency  from  Lessor.

3.   Except  for  defaults other than the non-payment of rent (including minimum
     rent and additional rent) and the non-payment of any other monies due under
     the  lease  which  such  non-payment is addressed in number 2 above, Lessee
     shall  be  in  default under this lease if Lessee remains in default of any
     provision  in  this  lease for a period of ten (10) days from the date of a
     written  notice  from  Lessor  notifying  Lessee  of  such  default.

LESSOR'S DEFAULT REMEDIES:  If Lessee is in default under the lease and fails to
--------------------------
cure  the  default  as  provided  above,  then  Lessor  may  do  the  following:

1.   Accelerate  the  remaining  amounts  of  rent  (including  minimum rent and
     additional  rent)  due  under the lease. If the Lessor chooses this option,
     then  the  full amount of rent (including minimum rent and additional rent)
     due  under  the  lease  for  the  duration of the lease will be due in full
     immediately;

2.   Continue  to  hold  Lessee  liable for all rent (including minimum rent and
     additional  rent)  and  any other monies due under the lease without taking
     possession  of  the premises, in which event, Lessor may sue Lessee as rent
     (including  minimum  rent  and additional rent) and any other monies become
     due  under  the  lease  without  waiving  any  right to sue for future rent
     (including  minimum  rent  and additional rent) and any other future monies
     which  become  due  under  the  lease;

3.   Retake  possession  of  the  premises and cancel and terminate the lease as
     well  as any right, title, possession and interest of Lessee and sue Lessee
     for  all  damages  which  are  due  from  Lessee at the time Lessor retakes
     possession,  including  without  limitation  any  damages  caused  to  the
     premises,  all  monies owed for rent (including minimum rent and additional
     rent)  and  for  any  other  monies  due  under  the  lease;

4.   Retake  possession  of  the premises and continue to hold Lessee liable for
     the  rent (including minimum rent and additional rent) and other monies due
     under  the  lease  as the rent (including minimum rent and additional rent)
     and other monies due under the lease become due. If the Lessor chooses this
     option, Lessor will make a good faith attempt to relet the premises. Lessee
     will remain liable for the duration of the lease for the difference between
     the  rental  (including  minimum rent and additional rent) and other monies
     stipulated  to  be paid under the lease and the amount in good faith Lessor
     is able to recover from reletting. Lessor may sue Lessee at any time during
     the  duration  of the Lease for rent (including minimum rent and additional
     rent) and other monies due under the lease without waiving any right to sue
     for  future rent (including minimum rent and additional rent) and any other
     future monies under the lease; Lessor is entitled to recover his attorney's
     fees  and  costs  in  any  action against the Lessee regarding the Lessee's
     default  under  this  lease.  It  is  expressly agreed that in the event of
     default  by  Lessee  hereunder,  Lessor  shall  have a lien upon all goods,
     chattels, of personal property of any description belonging to Lessee which
     are  replaced in, or become a part of, the leased premises, as security for
     rent  due  and  to  become due for the remainder of the current lease term,
     which  lien  shall  not  be  in  lieu of or in any way affect any statutory
     Lessor's  lien  given  by  law, but shall be cumulative thereto; and Lessee
     hereby  grants to Lessor a security interest in all such property placed in
     said  leased premises for such purposes. This shall not prevent the sale by
     Lessee  of  any merchandise in the ordinary course of business free of such
     lien  to  Lessor. In the event Lessor exercises the option to terminate the
     leasehold,  and  to  reenter  and  relet  the  premises  as provided in the
     preceding  paragraph,  then  Lessor  may take possession of all of Lessee's
     property  on the premises and sell the same at public or private sale is to
     be  made,  for  cash  of  on credit, or for such prices and terms as Lessor
     deems  best,  with  or  without  having  the  property present at sale. The
     proceeds  of  such  sale shall be applied first to the necessary and proper
     expense of removing, storing and selling such property, then to the payment
     of  any  rent  due  or to become due under this lease, with the balance, if
     any,  to  be  paid  to  Lessee.

10.02  DEFAULT  BY  LESSOR:  If  Lessor defaults in the performance of any term,
covenant,  or  condition required to be performed by him under this lease, after
written  notice to Lessor by Lessee, unless Lessor shall have cured or commenced
to  cure  such  default  prior  to  expiration  of  a period of thirty (30) days
following  such  notice, Lessee may remedy such default by any necessary action,
and  in  connection  with  such  remedy  may  pay  expenses; all reasonable sums
expended or obligations incurred by Lessee in connection therewith shall be paid
by Lessor to Lessee on demand, and on failure of such reimbursement, Lessee may,
in  addition to any other right or remedy that Lessee may have, deduct the costs
and  expenses  thereof  from  rent  subsequently  becoming  due  hereunder.

                        ARTICLE XI. INSPECTION BY LESSOR
                        --------------------------------

Lessee  shall  permit  Lessor  and  his agents to enter into and upon the leased
premises  at  all reasonable times for the purpose of inspecting the same or for
the  purpose  of  maintaining  or making repairs or alterations to the building.

                      ARTICLE XII. ASSIGNMENT AND SUBLEASE
                      ------------------------------------

12.01  ASSIGNMENT  AND SUBLETTING BY LESSEE: Lessee has the right to sublease to
Bizcomm  Technologies  and/or  additional  parties during the term of this lease
without  the  prior  written  consent  or  approval  of  Lessor.

12.02 ASSIGNMENT BY LESSOR: Lessor is expressly given the right to assign any or
all  of  its  interest  under  the  terms  of  this  lease.

                        ARTICLE XIII. HAZARDOUS MATERIALS
                        ---------------------------------

Lessee  will  not  store,  use,  or  dispose  of  any hazardous materials on the
premises.  Hazardous  materials  include,  but  are  not limited to, flammables,
petroleum,  petroleum products, explosives, asbestos, polychlorinated biphenyl's
(PCBs),  chemicals  known  to cause cancer or reproductive toxicity, pollutants,
contaminants,  hazardous  wastes, radioactive or toxic matter, and any substance
declared  hazardous  or  toxic  by  any  law  or  regulation by any governmental
authority.  Lessee  will  comply,  at  its  sole cost, with all laws, rules, and
regulations  relating  to  storage,  use  and  disposal  of hazardous materials.
Lessee  will  be  solely  responsible  for  all  claims, costs, and liabilities,
including  attorney  fees  and  costs,  arising  out  of  or in connection with:

1)   storage,  use,  or  disposal  of  any  hazardous  materials;

2)   the removal, cleanup, and restoration work and materials required to return
     the  premises  and  any  other  property  to  the condition existing before
     Lessee's  toxic  materials  were  presents;

3)   Failure by Lessee to provide all required information, to make all required
     submissions,  and  to  take  all  actions  required  by  all  governmental
     authorities under environmental or other laws and regulations; and further,
     will  defend  indemnify and hold harmless Lessor, its agents and employees,
     from and against any and all claims arising therefrom. Lessee's obligations
     under  this  clause will not end with the expiration or termination of this
     lease.

                           ARTICLE XIV. MISCELLANEOUS
                           --------------------------

14.01  NOTICES  AND  ADDRESSES:  All  notices  provided  to  be given under this
agreement  shall  be  given  by  certified  mail,  return  receipt requested, or
registered mail addresses to the proper party, at the following address, or such
other addresses as may be provided to either party from time to time with proper
written  notice:

     Lessor:   DIVERSIFIED  REAL  ESTATE  GROUP,  INC.
               PO  BOX  767,  NAPLES,  FL.  34106

     Lessee:   SEREFEX  CORPORATION
               3427  EXCHANGE  AVENUE,  UNIT  B,  NAPLES,  FL.  34104

14.02  PARTIES  BOND:  This  agreement  shall  be  binding upon and inure to the
benefit  of  the  parties  hereto  and  their  respective  heirs,  executors,
administrators,  legal representatives, successors and assigns when permitted by
this  agreement.

14.03 APPLICABLE LAW: This agreement shall be construed under, and in accordance
with,  the  laws  of  the  State  of  Florida.

14.04 LEGAL CONSTRUCTION: In case any one or more of the provisions contained in
this lease shall for any reason be held to be invalid, illegal, or unenforceable
in  any  respect,  such  invalidity,  illegality, or unenforceability, shall not
effect  any other provision thereof and this lease shall be construed as if such
invalid,  illegal,  or  unenforceable provision had never been contained herein.

14.05  SOLE  AGREEMENT  OF THE PARTIES: This lease constitutes the sole and only
agreement  of  the  parties  hereto  and  supersedes any prior understandings or
written  or  oral  agreements  between the parties respecting the subject matter
within  it.

14.06  AMENDMENT:  No amendment, modification, or alteration of the terms hereof
shall  be  binding  unless  the same be in writing, dated subsequent to the date
hereof,  and  duly  executed  by  the  parties  hereto.

14.07  RIGHTS  AND  REMEDIES: THE rights and remedies provided by this lease are
cumulative  and  the  use  of  any one right or remedy by either party shall not
preclude  or  waive its right to use any or all other remedies.  Said rights and
remedies  are given in addition to any other rights the parties may have by law,
statue, ordinance or otherwise.  Neither the exercise of nor failure to exercise
any  right, option, or privilege under this lease by Lessor shall exclude Lessor
from  exercising  any  and  all  other rights, options, or privileges under this
lease,  nor  shall  such  exercise  or  nonexercise relieve Lessee from Lessee's
obligation  to  perform each and every covenant and condition to be performed by
Lessee  under this lease, or from damages or other remedy for failure to perform
or  meet  the  obligations  of  this  lease.

14.08  WAIVER:  The  waiver  by  Lessor  of any breach of any term, covenant, or
condition  contained  in  this  lease shall not be deemed to be a waiver of such
term,  covenant,  or  condition,  or  of  any  subsequent  breach  of such term,
covenant,  or  condition,  or  of any other term, covenant, or condition of this
lease.  The acceptance of rent under this lease by Lessor shall not be deemed to
be  a  waiver  of  any  preceding  breach  by  Lessee  of any term, covenant, or
condition  of  this  lease  other than the Lessee's breach in failing to pay the
particular  rent so accepted regardless of Lessor's knowledge of such additional
preceding  breach  at  the  time  of  the  acceptance  of  such  rent.

14.09  ATTORNEY'S FEES: If either Lessor or Lessee shall obtain legal counsel or
bring  an  action  against  the  other by reason of the breach of any covenants,
warranty,  or condition of this lease or otherwise arising out of the lease, the
unsuccessful party shall pay to the prevailing party reasonable attorney's fees,
which shall be payable whether or not such action is prosecuted to judgment. The
term  "prevailing party" shall include, without limitations, a party who obtains
legal  counsel  or  brings  an action against the other by reason of the other's
breach  or  default,  and  obtains  substantially  the  relief sought whether by
compromise,  settlement,  or  judgment.

14.10 ESTOPPEL CERTIFICATE: Lessee shall at any time and from time to time, upon
not  less  than  seven  (7)  days  prior  written  request  by  Lessor, execute,
acknowledge,  and  deliver  to such party a statement in writing certifying that
this  lease is unmodified and in full force and effect, or if there has been any
modification  of this lease, that it is in full force and effect as modified and
stating  the  modification  or  modifications,  and  that  there are no defaults
existing, or if there is any claimed default, stating its nature and extent, and
stating  the date to which rent and other charges have been paid in advance.  It
is expressly understood and agreed that any such statement delivered pursuant to
this  section  may  be relied upon by any prospective purchaser of the estate of
Lessor,  or  any lender of prospective assignee of any lender on the security of
the premises of the property of which it is a part or any part of it, and by any
third  person.

14.11 RADON GAS: Radon is a naturally occurring radioactive gas that when it has
accumulated  in a building in sufficient quantities, may present health risks to
persons  who  are  exposed to it over time.  Levels of radon that exceed Federal
and  State  guidelines  have  been  found  in  buildings in Florida.  Additional
information  regarding  radon  and radon testing may be obtained from the county
public  health  unit.  This  notice  is  given  pursuant  to  404.058(8) Florida
Statutes.

14.12  HOLDING  OVER:  Any holding over after the expiration of the term of this
lease without prior written consent of Lessor shall be construed to be a tenancy
at  sufferance  from month to month at a rent equal to twice the rent payable if
this  lease  were  still  in  force  and  effect.

14.13 TRANSFER BY LESSOR: Release from Liability: In the event Lessor shall sell
or  transfer  the  building  or any part of it and as a part of such transaction
shall  assign  its  interest  as  Lessor  in  and  to  this lease, then from the
effective  date  of  such  sale,  assignment,  or transfer, Lessor shall have no
further  liability  under  this  lease  to  Lessee  except  as to any matters of
liability  that  have accrued and are unsatisfied as of such date of assignment,
it  being intended that the covenants and obligations contained in this lease on
the  part  of Lessor shall be binding upon Lessor and its successors and assigns
only  during  their  respective  periods  of  ownership  of the fee or leasehold
estate,  as  the  case  may  be.

14.14  NOTICE OF SURRENDER OR TERMINATION: At least 120 days before the last day
of  the  term,  Lessee shall be given to Lessor a written notice of intention to
surrender the premises on the date, but nothing contained in this lease shall be
construed  as  an  extension  on the term or as consent of Lessor to any holding
over  by  Lessee.

14.15  TIME IS OF THE ESSENCE: Time is of the essence in this lease and each and
all  of  its  provisions.

14.16  NAME  OF  BUILDING:  Lessee  shall  not use the name of the building, THE
                                                                             ---
EXCHANGE  AVENUE  BUILDING,  for  any  purpose  other than as the address of the
--------------------------
business  conducted  by  Lessee  in  the premises without the written consent of
Lessor.

14.17 NEGATION OF PARTNERSHIP: Lessor shall not become or be deemed a partner or
a  joint  ventured  with  Lessee  by  reason  of  the  provisions of this lease.

14.18 PROVISIONS ARE COVENANTS AND CONDITIONS: All provisions, whether stated as
covenants  or  conditions,  on  the  part  of  Lessee shall be deemed to be both
covenants  and  conditions.

14.19  EXECUTION: Submissions of this instrument for examination or signature by
Lessee  does  not constitute a reservation of or option for lease, and it is not
effective  as  a  lease or otherwise until execution and delivery by both Lessor
and  Lessee.

14.20  SURRENDER  OF  LEASE:  The  voluntary or other surrender of this lease by
Lessee,  accepted by Lessor, or the mutual cancellation of this lease, shall not
work  a merger and shall, at the option of Lessor, terminate all or any existing
sublease  or subtenancies or operate as an assignment to Lessor of any or all of
such  subleases  or  subtenancies.

14.21 INSOLVENCY: The occurrence of any of the following events shall constitute
a  breach  of  this  lease  by Lessee and a default under this agreement: 1) the
appointment  of a receiver to take possession of all or substantially all of the
assets  of  Lessee,  or  2)  a  general  assignment by Lessee for the benefit of
creditors', or 3) any action taken or suffered by Lessee under any insolvency or
bankruptcy  act.

14.22  CERTIFICATION:  Lessee  certifies  that  Lessee  has  carefully  read and
understood  every  word  in  this  lease  and  by  signing  this lease agrees to
faithfully  comply  with  its  provisions.

14.23  Lessor  shall  be permitted access to the premises at reasonable times to
show  it to prospective buyers of the property owned by Lessor and to show it to
prospective  tenants  if  Lessee  is  not to remain after expiration of the term
hereof.  During  the  last  three (3) months of the term hereof Lessor may place
"For  Rent" signs on the premises if Lessee is not to remain after expiration of
the  term  hereof.

14.24 Lessee convents to indemnify and save harmless the Lessor from and against
and  to  assume  the  risk of any and all claims, suits, actions, damages and/or
causes  of  action arising during the term of this lease as a result of any work
or  alterations  performed  by  Lessee  or for any personal injury, loss of life
and/or  damage  to property sustained in or about the leased premises, by reason
of  or  as a result of the Lessee 's occupancy thereof, and from and against all
costs,  counsel  fees, expenses and liabilities, Lessee shall be given notice in
writing  that the same are about to be incurred and shall have the option itself
to make necessary investigation and employ counsel of Lessee's own selection but
satisfactory  to  the  Lessor,  for  the  necessary  defense  of  any  claims.

14.25  RENEWAL OPTION: Provided Lessee has not been in default at any time under
the  Lease,  and provided that all other conditions and terms of this Lease have
been  properly and fully complied with by the Lessee, then Lessee shall have One
(1)  successive  option to renew this Lease for an additional term of Sixty (60)
months.  In the event Lessee elects to extend the lease for the option period of
Sixty  (60)  months,  the  base  rent,  common area charges, and real estate tax
payment  shall  be  the  same  as  the terms of this original lease. Any renewal
option  period  shall be automatically in full force and effect for each renewal
period unless Lessee shall provide Lessor with a written notice at least six (6)
months  prior  to the expiration date of the lease or renewal option period that
it  does  not  intent  to  exercise its right to renew this lease. It is further
understood  and  agreed  that  if  such written notice not to renew, as provided
herein,  is  not  given by Tenant and received by Lessor at least six (6) months
prior  to  the  expiration of the term of this lease or the renewal period, said
lease  shall  automatically  be  renewed  for an additional period of Sixty (60)
months.

14.26 FIRST RIGHT OF REFUSAL: Lessor grants a first right of refusal on the sale
of  the property. Serefex Corporation shall have 3 business days to respond upon
notice.

14.26  IMPROVEMENTS:  Lessor  to  build  out tenant improvements consisting of 2
offices  and  a  conference room as shown in Exhibit A. Lessor shall remove wood
paneling  from  interior walls as specified by Lessee. Lessee shall finish upper
half of walls with magnetic paint. Lessor to provide for finished wall painting.
Lessor  to  provide  approximately  1,300  sq.ft.  of  tile  floor.


IN WITNESS WHEREOF, the undersigned Lessor and Lessee hereto execute this
agreement as of the day and year first above written.


Signed and Acknowledged in the presence of:
                                            LESSOR:

____________________________
By:                                         DIVERSIFIED REAL ESTATE GROUP, INC.
    ________________________

____________________________                /S/  Carl M. Fernstrom
                                            ----------------------
By: ________________________                By:  Carl M. Fernstrom
                                            Its: President





                                            LESSEE:

____________________________
By:                                         SEREFEX CORPORATION
    ________________________

____________________________                /S/  Brian Dunn
                                            ---------------
By: ________________________                By:  Brian Dunn
                                            Its: President